The design and development of an optical bench (OB) for Wide Field Camera 3 (WFC3), a next generation science instrument for the Hubble Space Telescope (HST) has proven a challenging task. WFC3 will replace Wide Field Planetary Camera 2 (WF/PC 2) during the next servicing mission of the HST in 2004. The WFC3 program is re-using much of the hardware from WF/PC 1, returned from the First Servicing Mission, which has added complexity to the program. This posed some significant packaging challenges, further complicated by WFC3 utilizing two, separate optical channels. The WF/PC 1 optical bench could not house the additional optical components, so a new bench was developed. The new bench had to be designed to accommodate the sometimes-conflicting requirements of the two channels, which operate over a wavelength range of 200nm to 1800nm, from Near Ultraviolet to Near Infrared. In addition, the bench had to interface to the reused WF/PC 1 hardware, which was not optimized for this mission. To aid in the design of the bench, the team used software tools to merge structural, thermal and optical models to obtain performance (STOP) of the optical systems in operation. Several iterations of this performance analysis were needed during the design process to verify the bench would meet requirements. The fabrication effort included a rigorous material characterization program and significant tooling. After assembly, the optical bench underwent an extensive qualification program to prove the design and manufacturing processes. This paper provides the details of the design and development process of this highly optimized optical bench.